The Directors have pleasure in presenting the TWENTIETH ANNUAL REPORT
together with the Audited Accounts of the Company for the period of 12
months ended on 31st March, 2012.
1. FINANCIAL RESULTS
(Rs In Lacs)
As at As at
(12 Months) (12 Months)
Operating Profit / (Loss) 12.93 0.89
(before interest and depreciation)
Less : Interest 0.13 0.47
Profit / (Loss) before depreciation 12.8 0.42
Less : Depreciation 8.67 9.52
Profit / (Loss) before Tax 4.13 (9.10)
Less : Provision for Taxation / FBT. 0.00 0.00
Profit/(Loss) after Tax 4.13 (9.10)
Amount of Profit and Loss
A/c brought forward (252.80) (243.70)
Amount available for appropriations
carried to Balance Sheet (248.67) (252.80)
Your directors regret their inability to recommend any dividend on the
equity shares in view of the losses during the period under review.
The plant''s utilization improved to some extent, yet however it
remained sub-optimal due to financial constraints and the time which
was required to be devoted in technically perfecting the products /
formulations, in the neutraceutical health food clinical nutrition
In accordance with the provisions of the Companies Act, 1956 and
Articles of Association of the Company, Shri Narendra H. Patel a
Director of the Company, retires by rotation and being eligible offers
himself for re-appointment. With deep regret we wish to inform that the
Chairman of the company Shri Narendra C. Patel has ceased to be a
director on the board due to his sad demise, his continuing guidance
and valuable support was always appreciated and will be remembered by
your company. Shri H. L. Joshi has been appointed as Additional
Director in the Category of Independent director of the Company.
5. MANAGEMENT DISCUSSION AND ANALYSIS REPORT Management Discussion and
Analysis Report as required under the Listing Agreement with the Stock
Exchanges is enclosed as Annexure A.
6. LISTING OF EQUITY SHARES ON BOMBAY STOCK EXCHANGE ( BSE) SCRIP CODE
The Company''s equity shares are listed on The Bombay Stock Exchange
Limited. The Company has filed application for revocation of suspension
of listing of equity Shares of the Company. It will be relisted with
BSE. Company has paid listing fees for the year 2012-13, registered
with NSDL & CDSL and was allotted ISIN No. INE293N01016.
7. OTHER INFORMATION
The Company has created its own website: www.crestchemlimited.in. for
the benefit of its equity shareholders and public at large.
The Company has appointed Compliance Officer for better services of the
The Company''s equity shares will be relisted and traded on BSE.
8. DIRECTOR''S RESPONSIBILITY STATEMENT
Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors
(a) In the preparation of the annual accounts, the applicable
accounting standards have been followed.
(b) Appropriate accounting policies have been selected and applied so
as to give a true and fair view of the state of affairs of the Company
as at March, 31st 2012 and of the profit of the Company for that
(c) Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 1956 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities.
(d) The annual accounts have been prepared on a going concern basis.
No Public deposits were accepted or matured during the period under
The accumulated losses of the company are in excess of 50% of the net
worth, as on 31st March, 2012. The company is not a sick industrial
undertaking within the clause (O) of sub clause (i) of section 3 of
sick industrial companies (Special Provision) Act, 1985. However, it is
potentially sick under the meaning of section 23 of the said Act, and
accordingly, as on date, no reference is made to the Board for
Industrial and Financial Reconstruction. The said loss includes non
cash - depreciation charges. Also the company has no outstanding term
loans or working capital loans or any kind of loans from banks or
financial institutions. There are no outstanding interest payments on
a. To tide over companies current financial difficulties, at the
request of the company, the Directors of the company have given
unsecured interest free loans from time to time from their own funds to
help the company to re- structure its operations.
b. The company has not incurred any cash losses during the year
2010-11 & 2011-12.
M/s. Talati & Talati, Chartered Accountants, Ahmedabad, the auditors of
the Company retire at the conclusion of the ensuing Annual General
Meeting. They are eligible for re-appointment and have furnished
certificate to the effect that their appointment, if made, will be in
accordance with the limits specified in Section 224 (1-B) of the
Companies Act, 1956. Your Directors recommend their re-appointment.
In the opinion of directors, the notes to the accounts are self
explanatory and adequately explain the matters, which are dealt with by
12. COST AUDIT
The Company has not maintained Cost Accounting Records required to be
maintained by the company pursuant to the Companies (Cost Accounting
Records) Rules, 2011 prescribed by the Central Government under section
209(1) (d) of the Companies Act, 1956. However, the Cost Accountant has
been appointed by the Company and the process of preparing cost records
is in progress.
13. PARTICULARS OF EMPLOYEES
There is no employee attracting the provisions of section 217(2A) of
the companies Act, 1956, read with the rules made there under.
14. INFORMATION REGARDING CONSERVATION OF ENERGY ETC.
Information required u/s. 217 (1) (e) of the Companies Act, 1956 read
with Companies (Disclosure of particulars in the Report of Board of
Directors) Rules, 1988 form part of this report. However, as per the
provisions of section 219(1 )(b) (iv), the reports and accounts are
being sent to all shareholders of the Company excluding the information
relating to conservation of energy, foreign exchange earnings and
outgo, and the statement of particulars of employees. Any shareholder
interested in obtaining such particulars may write to the Director /
Company Secretary at the Registered Office of the Company.
15. CORPORATE GOVERNANCE REPORT
The Corporate Governance Report & practices followed by the Company are
indicated separately in the Annexure B forming part of this report. A
certificate from the Practising Company Secretary, regarding the
compliances of corporate governance as stipulated under clause 49 of
the listing agreement is annexed as Annexure B to this report.
16. COMPLIANCE CERTIFICATE
The compliance certificate issued by the Company Secretary in whole
time practice as prescribed under provision to Section 383A(1) of the
Companies Act, 1956 read with the Companies (Compliance Certificate)
Rules, 2001 is attached with this Report.
17. INDUSTRIAL RELATIONS, SAFETY AND ENVIRONMENT
During the year under review, the industrial relations remained
harmonious and cordial. The Directors wish to place on record the
unstinted efforts and dedicated services extended by the employees at
all levels. With their support the Company looks forward to a brighter
The Directors extend their sincere thanks to the Bankers, Central and
State Government Authorities, Customers, Shareholders and all other who
have been associated with the Company, for their co-operation,
continued support and for the confidence reposed in the management of
For and on behalf of the Board
Place : Indrad (Kadi) Dipak N. Patel
Date : 15-June-2012 Managing Director